Qualifying Exchange of Shares definition

Qualifying Exchange of Shares means arrangements which meet the conditions of paragraph 40 of Schedule 5;
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Qualifying Exchange of Shares shall have the meaning given by paragraph 40 of Schedule 5;
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Qualifying Exchange of Shares means an exchange of shares which meets the conditions of Part 6 of Schedule 5;
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Examples of Qualifying Exchange of Shares in a sentence

  • In the event of a Qualifying Exchange of Shares, if the Option Holder is offered a New Option and does not accept the offer within the period set out in the offer the Option will lapse immediately on the expiry of that period and cease to be capable of exercise under any of the provisions of these Rules.

  • If any person obtains Control of the Company by any means other than by way of a Qualifying Exchange of Shares, an Option shall Vest in full, and may be exercised upon such change of Control or within six months thereafter and for the purposes of this Rule 8.4 a person shall be deemed to have obtained Control of the Company if he and others acting in concert with him have together obtained Control of it.

  • In the event of a Qualifying Exchange of Shares, if the Option Holder is offered a New Option and does not accept the offer within the period set out in the offer the Option shall lapse immediately on the expiry of that period and cease to be capable of exercise under any of the provisions of these Rules.

  • Qualifying Exchange of Shares means an exchange of shares which meets the conditions of paragraph 40 of Schedule 5.

  • Subject to Rule 11.4 ( Qualifying Exchange of Shares) and 11.5 (Major Shareholder), if any person becomes bound or entitled to acquire Shares under Chapter 3 of Part 28 of the 2006 Act, any Option which is Vested may be exercised at any time while that person remains so bound or entitled.

Related to Qualifying Exchange of Shares

  • Change of Control Transaction means the occurrence after the date hereof of any of (a) an acquisition after the date hereof by an individual or legal entity or “group” (as described in Rule 13d-5(b)(1) promulgated under the Exchange Act) of effective control (whether through legal or beneficial ownership of capital stock of the Company, by contract or otherwise) of in excess of 33% of the voting securities of the Company (other than by means of conversion or exercise of the Notes and the Securities issued together with the Notes), (b) the Company merges into or consolidates with any other Person, or any Person merges into or consolidates with the Company and, after giving effect to such transaction, the stockholders of the Company immediately prior to such transaction own less than 66% of the aggregate voting power of the Company or the successor entity of such transaction, (c) the Company sells or transfers all or substantially all of its assets to another Person and the stockholders of the Company immediately prior to such transaction own less than 66% of the aggregate voting power of the acquiring entity immediately after the transaction, (d) a replacement at one time or within a three year period of more than one-half of the members of the Board of Directors which is not approved by a majority of those individuals who are members of the Board of Directors on the Original Issue Date (or by those individuals who are serving as members of the Board of Directors on any date whose nomination to the Board of Directors was approved by a majority of the members of the Board of Directors who are members on the date hereof), or (e) the execution by the Company of an agreement to which the Company is a party or by which it is bound, providing for any of the events set forth in clauses (a) through (d) above.

  • Qualifying Transaction means a transaction where a CPC acquires Significant Assets, other than cash, by way of purchase, amalgamation, merger or arrangement with another Company or by other means.

  • Ordinary Shares means the ordinary shares, par value $0.0001 per share, of the Company.

  • Change of Control means the occurrence of any of the following:

  • Share Exchange Event shall have the meaning specified in Section 14.07(a).

  • Change of Control Event means the occurrence of an event or series of events whereby one or more Persons, acting together, acquire control over the Issuer and where “control” means (a) acquiring or controlling, directly or indirectly, more than fifty (50.00) per cent. of the voting shares of the Issuer, or (b) the right to, directly or indirectly, appoint or remove the whole or a majority of the directors of the board of directors of the Issuer.

  • Change of Control Triggering Event means the occurrence of both a Change of Control and a Rating Event.

  • Section 409A Change in Control means a change in the ownership or effective control of the Company, or in the ownership of a substantial portion of the Company’s assets, as provided in Section 409A(a)(2)(A)(v) of the Code and Treasury Regulations Section 1.409A-3(i)(5) (without regard to any alternative definition thereunder).

  • Change in Control means the occurrence of any of the following events: